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City of Palo Alto(ID # 12387)City Council Staff ReportReport Type: Action ItemsMeeting Date: 6/21/2021Summary Title: Appointment of new City ClerkTitle: Approval of an Employment Agreement and Appointment of LesleyMilton to the Position of City Clerk at an Annual Salary of 175,000From: City ManagerLead Department: Human ResourcesRecommendationApproval of an employment agreement and appointment of Lesley Milton to the position ofCity Clerk at an annual salary of 175,000.BackgroundThe City Council makes appointments to council appointed officer positions. The appointmentof the City Clerk position is subject to approval of the Council.The duties of the City Clerk are set forth in the Charter of the City of Palo Alto and in Palo AltoMunicipal Code section 2.08.110. The City Clerk proactively supports the City Council andworks collaboratively with other Council Appointed Officers (CAOs) and City departments tofacilitate the Council’s vision, while upholding the duties and role of the City Clerk’s Office withconfidence and independence. The City Clerk must apply accuracy, attention to detail andtimely communication and responsiveness, and ensure high-quality work products. The CityClerk is responsible for providing clear communications and maintaining strict standards ofaccountability.DiscussionUpon receiving notice of the current City Clerk’s retirement, the City Council retained theservices of the executive recruitment firm Peckham & McKenney to conduct an extensivesearch for the City of Palo Alto’s next City Clerk. Qualified applicants were evaluated for theposition, and Lesley Milton was selected by the City Council as the top candidate.Lesley has over 15 years of public service experience, of which 10 years has been working in theCity Clerk profession. She spent the most recent years in the City of Seaside, where she hasserved in increasingly senior positions such as Assistant City Manager, City Clerk and PublicAffairs Officer. Lesley has served as a team leader with a track record of leading innovativeCity of Palo AltoPage 1

processes that have increased the agencies transparency and citizen engagement. She earnedher master’s degree in Public Administration from the California State University, DominquezHills, and holds a Bachelor of Science in Political Science and Criminology from WashingtonState University.Lesley Milton will begin work on July 26, 2021.Resource ImpactLesley will be an at-will employee serving at the pleasure of the City Council. The employmentagreement proposed for Lesley Milton includes an annual salary of 175,000. The agreementalso includes a one-time amount of up to 10,000 for the reimbursement of relocationexpenses. Lesley will receive standard management benefits consistent with theCompensation Plan for Unrepresented Management and Professional employees.The City Clerk position is budgeted within the City Clerk’s Office and is included in the FY 22proposed budget.Policy ImplicationsThis appointment is consistent with existing City policies.Environmental ReviewApproval of the appointment is not a project subject to environmental review.Attachments: Attachment A - City Clerk Employment Agreement Lesley Milton June 16 2021 .docxCity of Palo AltoPage 2

DocuSign Envelope ID: E9B6AD0F-600E-4867-8583-1A2C0F08EA67EMPLOYMENT AGREEMENTBETWEEN CITY OF PALO ALTOANDLESLEY MILTONTHIS AGREEMENT is between the City of Palo Alto, a municipal corporation and chartered city("City") and Lesley Milton (“Milton”). It is effective on the latest date next to the signatures on thelast page.This Agreement is entered into on the basis of the following facts:A.City, acting by and through its City Council, wishes to employ Milton as its CityClerk, subject to the terms and conditions set forth in this Agreement, the Palo Alto MunicipalCode and the Charter of the City of Palo Alto (the "Charter").B.Under the Charter, the City Clerk is appointed by the City Council. Notwithstandingany provision of the City of Palo Alto Merit System Rules and Regulations, the City Clerk serves onan at-will basis, with no expectation of continued employment, and with no right to pre-or postseparation due process or appeal.C.Milton desires to be employed by the City as its City Clerk, subject to the termsand conditions in this Agreement, the Palo Alto Municipal Code, the Charter, the Palo Alto MeritSystem Rules and Regulations, and all other applicable laws, resolutions, and policies.D.The City and Milton wish to establish specific terms and conditions relating tocompensation and benefits and related matters.BASED UPON THE FOREGOING, THE CITY AND MILTON AGREE AS FOLLOWS:1.Employment. The City appoints Milton as its City Clerk for an indefinite term tobegin on July 26, 2021. If Milton does not actually report for or start work on July 26, 2021, theemployment start date will be the date, if any, that is mutually agreed by the parties. Except asotherwise provided herein, Milton's employment with the City shall be governed by the City Counciladopted Compensation Plan for Management and Professional Personnel and Council Appointees,as it currently exists and may be changed from time to time.1

DocuSign Envelope ID: E9B6AD0F-600E-4867-8583-1A2C0F08EA672.Duties of the City Clerk. Milton will perform the duties established for the City Clerkby the Palo Alto City Charter, by the Palo Alto Municipal Code, by direction given by the City Council,and as otherwise provided by law, ordinance, or regulation. Milton agrees to comply with all federal,state and local laws, ordinances, rules and regulations applicable to or associated with these duties.2.1.Full Energy and Skill. Milton will devote her full energy, skill, ability, andproductive time to the performance of her duties.2.2.No Conflict. Milton will not engage in any employment, activity, consultingservice, or other enterprise, for compensation or otherwise, which is actually or potentially inconflict with or which interferes with the performance of her duties. Milton acknowledgesthat she is subject to the various conflict of interest requirements found in the CaliforniaGovernment Code and state and local policies and regulations.2.3.Permission Required For Outside Activities. Milton will not engage in anyemployment, activity, consulting service, or other enterprise, for compensation or not,without written permission of the City Council.3.Salary. While performing the duties of City Clerk, Milton will receive a base salarywithin the range provided in the City Council-approved Compensation Plan for Management andProfessional Personnel and Council Appointees, as it currently exists and may be changed from timeto time. Milton will receive an initial gross base annual salary of one hundred seventy thousanddollars ( 175,000.00), beginning on the Employment Start Date. This amount is subject to authorizedor required deductions and withholding, prorated and paid on City's regular paydays. Milton is anexempt employee under applicable wage and hour law and her base salary shall be compensation forall hours worked. The City agrees that the amount of Milton's base annual salary will not decrease,except as part of a permanent decrease that is consistent with the Fair Labor Standards Act.4.Benefits and Allowances. Milton will be eligible for, and shall receive, all regularbenefits (i.e., health insurance, PERS contributions to the extent paid by the City, etc.) and vacation,sick leave, and management leave, as are generally provided to management employees under theCity Council- approved Compensation Plan for Management and Professional Personnel and CouncilAppointees, as it currently exists and may be changed from time to time.2

DocuSign Envelope ID: E9B6AD0F-600E-4867-8583-1A2C0F08EA675.Additional Benefits and Allowances. In addition to the benefits specified in section 4,Milton will receive the following additional benefits and allowances:5.1.Reimbursement for Relocation Expense. Milton shall be reimbursed up toten thousand dollars ( 10,000.00) moving and miscellaneous expenses associated with therelocation, consistent with the federal tax regulations for the year in which the moveoccurred. Reimbursement may also include:5.1.1. Lodging - Up to thirty (30) days’ temporary living expenses at 100% ofactual and reasonable costs for all family members;5.1.2.Per Diem – For the first 15 days: 100% of the established City ratesfor employee and spouse/partner, and 50% of the established City rate fordependents. For the last 15 days: 50% percent of the established City rate foremployee and spouse/partner, and 25 percent of the established City rate fordependents.5.1.3. Car Rental – Up to 30 days for a single vehicle is available.5.2.Severance. If Milton is terminated or asked to resign she shall, uponexecution of a release of all claims against the City, be eligible for a severance paymentaccording to the City Council-adopted Compensation Plan for Management and ProfessionalPersonnel and Council Appointees, as it currently exists and may be changed from time totime, currently equivalent to a maximum of twelve (12) weeks of salary and benefits. Noseverance shall be paid if Milton is terminated for serious misconduct involving abuse of heroffice or position, including but not limited to waste, fraud, violation of the law under color ofauthority, misappropriation of public resources, violence, harassment or discrimination. IfMilton is later convicted of a crime involving such abuse of her position, she shall fullyreimburse the City as set forth in Government Code section 53243.3.6.Additional Expenses of Employment. The City shall pay the cost of any fidelity orother bonds required by law for the City Clerk.7.Duration of Employment. Milton understands and agrees that she has noconstitutionally protected property or other interest in her employment as City Clerk. Milton waivesany and all rights, if any, under the Merit System Rules and Regulations, including without limitation,the right to pre-or post-disciplinary due process. Milton understands and agrees that she works at thewill and pleasure of the City Council and that she may be terminated or asked to resign at any time,3

DocuSign Envelope ID: E9B6AD0F-600E-4867-8583-1A2C0F08EA67with or without cause. Milton may terminate this agreement (terminating all employment) upon 30days written notice to the City Manager.8.Miscellaneous.8.1.Notices. Notices given under this Agreement shall be in writing and shall beeither: a) served personally; or b) sent by facsimile (provided a hard copy is mailed withinone(1) business day); or c) delivered by first-class United States mail, certified, with postageprepaid and a return receipt requested; or d) sent by Federal Express, or some equivalentprivate mail delivery service. Notices shall be deemed received at the earlier of actual receiptor three (3) days following deposit in the United States mail, postage prepaid. Notices shall bedirected to the addresses shown below, provided that a party may change such party'saddress for notice by giving written notice to the other party in accordance with thissubsection.CITY: Attn: Mayor, City Council250 Hamilton Avenue, Palo Alto CA 94301Phone (650) 329-2226MILTON: Lesley Milton250 Hamilton Avenue, Palo Alto CA 94301Phone (650) 328-36318.2.Entire Agreement/ Amendment. This Agreement constitutes the entireunderstanding and agreement between the parties as to those matters contained in it, andsupersedes any and all prior or contemporaneous agreements, representations andunderstandings of the parties. This Agreement may be amended at any time by mutualagreement of the parties, but any such amendment must be in writing, dated, and signed bythe parties and attached hereto.8.3.Applicable Law and Venue. This Agreement shall be interpreted according tothe laws of the State of California. Venue of any action regarding this Agreement shall be inthe proper court in Santa Clara County.4